By Jennifer Chiou
New York, March 23 - El Paso Corp. announced that holders of $2,590,990,000 of notes tendered their holdings in an offer for 21 series of notes.
The tender offer expired at midnight ET on Thursday. It began on Feb. 23.
El Paso said that it already purchased $627.089 million of notes on the early settlement date, March 9.
The company accepted tenders from holders of $229.02 million of its $272.102 million 7 5/8% senior notes due Aug. 16, 2007, $49.235 million of its $75.172 million outstanding 6¾% notes due Oct. 1, 2007, $204.561 million of its $300 million 6.95% notes due Dec. 15, 2007 and $145.381 million of its $215 million 7 5/8% senior notes due Sept. 1, 2008.
For each $1,000 principal amount of notes, the company said it will pay $1,009.01 for the 7 5/8% notes due 2007, $1,006.62 for the 6¾% notes, $1,011.01 for the 6.95% notes and $1,033.78 for the 7 5/8% notes due 2008. The payouts include a $20.00 payment for those who tendered by the early deadline at 5 p.m. ET on March 8.
The tender consideration for these notes was determined based on the bid-side yield of the reference U.S. Treasury securities at 2 p.m. ET on March 8 plus 50 basis points.
The reference U.S. Treasury securities were the 6 1/8% U.S. Treasury note due Aug. 15, 2007 for the 7 5/8% notes due 2007, the 4% U.S. Treasury note due Sept. 30, 2007 for the 6¾% notes, the 4¼% U.S. Treasury note due Nov. 30, 2007 for the 6.95% notes and the 4 7/8% U.S. Treasury note due Aug. 31, 2008 for the 7 5/8% notes due 2008.
El Paso also offered to purchase up to a certain amount of 17 series of notes with maturities ranging from 2008 to 2037. The company previously increased the maximum purchase amounts for 14 series of notes based on tenders received by 5 p.m. ET on March 8. The notes and their respective total tender considerations are noted in the table below.
The maximum repurchase amounts did not change for three series of notes. As already announced, the company had received tenders from holders of $81.124 million of its 6¾% notes due 2009, $23.634 million of its 10¾% notes due 2010 and $12.308 million of its 8.05% notes at the early deadline.
At the final deadline, El Paso received tenders from holders of $49.429 million of its 6 5/8% notes due Feb. 1, 2008, $63.002 million of its 6½% senior notes due June 1, 2008, $88.365 million of its 6 3/8% senior notes due Feb. 1, 2009, $81.657 million of its 6¾% senior notes due May 15, 2009, $251.332 million of its 7¾% senior notes due June 15, 2010, $23.664 million of its 10¾% senior notes due Oct. 1, 2010, $274.016 million of its 7% senior notes due May 15, 2011, $241.922 million of its 7 5/8% senior notes due June 15, 2011, $97.921 million of its 9 5/8% senior notes due May 15, 2012, $216.166 million of its 7 7/8% notes due June 15, 2012, $147.316 million of its 7 3/8% medium-term notes due Dec. 15, 2012, $17.811 million of its 7% notes due Feb. 1, 2018, $25.57 million of its 6.95% senior notes due June 1, 2028, $12.407 million of its 8.05% medium-term notes due Oct. 15, 2030, $118.716 million of its 7.8% medium-term notes due Aug. 1, 2031, $213.953 million of its 7¾% medium-term notes due Jan. 15, 2032 and $39.546 million of its 7.42% senior notes due Feb. 15, 2037.
The tender considerations for these notes also include an early tender premium of $20.00 per $1,000 principal amount for noteholders who tendered by the early deadline.
Noteholders will also receive accrued interest up to but excluding the settlement date.
El Paso previously said that if more than $2.5 billion notes were tendered, the company would accept the notes on a pro rata basis.
El Paso said it will fund the tender offer with the proceeds from the sale of ANR Pipeline Co., El Paso's Michigan storage assets and El Paso's 50% interest in Great Lakes Gas Transmission to TransCanada Corp. and TC Pipelines, LP, which closed on Feb. 22.
Citigroup Corporate and Investment Banking (800 558-3745 or 212 723-6106), Goldman, Sachs & Co. (877 686-5059 or 212 357-0775) and Merrill Lynch, Pierce, Fenner & Smith Inc. (888 654-8637 or 212 449-4914) are the dealer managers for the tender offer, and Global Bondholder Services Corp. (866 952-2200 or 212 430-3774) is the information agent.
El Paso is a Houston-based provider of natural gas and related products.
El Paso tender offer
| Note | Previously outstanding | Maximum purchase amount | Consideration
|
| 6 | 5/8% notes due Feb. 1, 2008 | $100 million | $47.848 million | $1,007.50
|
| 6½% notes due June 1, 2008 | $200 million | $61.842 million | $1,010.00
|
| 6 | 3/8% notes due Feb. 1, 2009 | $200 million | $88.266 million | $1,016.25
|
| 6¾% notes due May 15, 2009 | $495 million | $165 million | $1,026.25
|
| 7¾% notes due June 15, 2010 | $400 million | $251.048 million | $1,068.75
|
| 10¾% notes due Oct. 1, 2010 | $56.573 million | $56.573 million | $1,167.50
|
| 7% notes due May 15, 2011 | $470 million | $272.924 million | $1,051.25
|
| 7 | 5/8% notes due July 15, 2011 | $595 million | $235.815 million | $1,075.00
|
| 9 | 5/8% notes due May 15, 2012 | $150 million | $93.796 million | $1,165.00
|
| 7 | 7/8% notes due June 15, 2012 | $465 million | $216.156 million | $1,090.00
|
| 7 | 3/8% notes due Dec. 15, 2012 | $300 million | $147.112 million | $1,068.75
|
| 7% notes Feb. 1, 2018 | $100 million | $17.751 million | $1,033.75
|
| 6.95% notes due June 1, 2028 | $200 million | $25.48 million | $1,021.25
|
| 8.05% notes due Oct. 15, 2030 | $300 million | $30 million | $1,128.75
|
| 7.8% notes due Aug. 1, 2031 | $700 million | $118.716 million | $1,100.00
|
| 7¾% notes due Jan. 15, 2032 | $1.249 billion | $213.898 million | $1,097.50
|
| 7.42% notes due Feb. 15, 2037 | $200 million | $39.521 million | $1,047.50
|
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